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Xansa PLC (XAN)

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Monday 15 March, 2004

Xansa PLC

Director Shareholding

Xansa PLC
15 March 2004

TO:     Regulatory News Service
        The London Stock Exchange

Re:  Chapter 16, Paragraph 13 of CONTINUING OBLIGATIONS

Xansa plc (the "Company") announces that it received notification on 15 March
2004 for the purposes of Section 329 of the Companies Act 1985 that at 12 March
2004 Xansa Trustee Company Limited, trustee of the Inland Revenue approved Xansa
All Employee Share Ownership Plan ('AESOP') had sold 17,072 Ordinary Shares at
89.25 pence each on behalf of participants leaving the AESOP.

The AESOP Trust is a discretionary trust for the benefit of employees of the
Company and its subsidiaries, which operates in conjunction with the Company's
AESOP and holds Ordinary Shares purchased by employees under the Partnership and
Matching shares section of AESOP as well as holding Ordinary Shares required for

Executive directors who are potential beneficiaries of the AESOP are;

            Mrs L K Barrat
            Mr A R Cox
            Mr P R Gill
            Mr S R Weston

Further to the Company's announcement on 11 March 2004 concerning the purchase
of 159,828 Ordinary Shares at 91 pence each for participating eligible employees
in the AESOP, the Company received notification on 12 March 2004 that the actual
number of Ordinary Shares purchased was 160,760.

As a consequence of this correction and the above mentioned sale, the total
holding of the AESOP Trust amounts to 12,151,182 Ordinary Shares.

15 March 2004

                      This information is provided by RNS
            The company news service from the London Stock Exchange